[TABLE OF CONTENTS Page PART I 5 Item 1: Identity of Directors, Senior Management and Advisers 5 Item 2: Offer Statistics and Expected Timetable 5 Item 3: Key Information 5 Item 4: Information on the Company 25 Item 4A: Unresolved Staff Comments 38 Item 5: Operating and Financial Review and Prospects 38 Item 6: Directors, Senior Management and Employees 56] [Execution Copy Share and Debt Transfer Agreement This Share and Debt Transfer Agreement is executed on November 10, 2014 by the following parties. eLong, Inc. (hereinafter “Party A”) Legal Address: Cayman, Cayman Islands Zhen Xie (hereinafter “Party B”) Address: ID No.: Guangfu Cui (hereinafter “Party C”) Residence: ID No.: Ding Haochuan (hereinafter “Party D”) Address: ID No.: Whereas: 1. Party] [Execution Copy Power of Attorney China Company I, Ding Haochuan, a citizen of the People’s Republic of China (“ Authorize the Authorized Party to have full rights and authority to represent me, in my name as holder of 12.5% equity interest, according to law and the company’s articles of incorporation, to exercise any and all shareholder rights, including but not] [Execution Copy Declaration and Undertaking To: eLongNet Information Technology (Beijing) Co., Ltd. (“WFOE”) No. 10 Middle Jiuxianqiao Road, Chaoyang District, Beijing eLong, Inc. th 4 Declaration and Undertaking This Ding Haochuan (“Party A”) Residence: No. 19, Dongjing Road, Xuanwu District, Beijing ID No.: Wang Yanping (Spouse) (“Party B”) Residence: No. 19, Dongjing Road, Xuanwu District, Beijing ID Number: Whereas: Party] [Execution Copy Seventh Amended and Restated Loan Agreement The Seventh Amended and Restated Loan Agreement is executed on November 10, 2014 by the following parties: eLong, Inc. (hereinafter “Party A”) Legal Address: Cayman, Cayman Islands Guangfu Cui (hereinafter “Party B”) Residence: ID No.: Ding Haochuan (hereinafter “Party C”) Residence: ID No.: Each party hereto shall be called a “Party” and] [Execution Copy Equity Interests Pledge Agreement This Equity Interests Pledge Agreement (the “Agreement”) is entered into on the day of November 10, 2014 by and between the following parties: Pledgee eLongNet Information Technology (Beijing) Co., Ltd. Address: 10 Jiuxianqiao Road, Chaoyang District, Beijing Legal Representative: Guangfu Cui Pledgor Guangfu Cui Address: No.1, Xiang Hongqi Street, Haidian District, Beijing ID No.:] [Execution Copy Seventh Amended and Restated Business Operations Agreement This Seventh Amended and Restated Business Operations Agreement (the “Agreement”) is entered into on November 10, 2014 (the “Effective Date”) among the following parties: Party A: Address: Legal Representative: Party B: Address: Legal Representative: Party C: Address: ID No.: Party D: Address: ID No.: WHEREAS: (1) Party A is a wholly] [Execution Copy Seventh Amended and Restated Exclusive Purchase Right Agreement Party A: eLong, Inc. Registered Address: Party B (collectively): Guangfu Cui ID No.: Address: Ding Haochuan Address: ID No.: Party C: Beijing eLong Information Technology Co., Ltd. Registered Address: nd , Legal Representative: Party D: eLongNet Information Technology (Beijing) Co., Ltd. Registered Address: Legal Representative: Each party hereto shall be] [Subsidiaries • eLongNet Information Technology (Beijing) Co., Ltd., a PRC company. • eLong Information Technology (Hefei) Co., Ltd., a PRC company. Consolidated Affiliated Entities • Beijing eLong Information Technology Co., Ltd., a PRC company. • Beijing eLong Air Services Co., Ltd., a PRC company. • Beijing eLong International Travel Co., Ltd., a PRC company. • Beijing Asia Media Interactive Advertising] [I, Guangfu Cui, certify that: 1. I have reviewed this annual report on Form 20-F of eLong, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not] [I, Philip Yang, certify that: 1. I have reviewed this annual report on Form 20-F of eLong, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not] [eLong, Inc. Company Report (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of December 31, 2014 and results of operations of the Company for the year ended December 31, 2014. Guangfu Cui Chief Executive Officer March 13, 2015] [eLong, Inc. Certification of Principal Financial Officer Company Report (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of December 31, 2014 and results of operations of the Company for the year ended December 31, 2014. Philip Yang Chief Financial Officer March 13, 2015] [Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the following Registration Statements: (1) Registration Statement (Form S-8 No. 333-126381), filed on July 5, 2005, pertaining to the eLong, Inc. Stock Option Plan dated April 18, 2001 and the eLong, Inc. Stock and Annual Incentive Plan dated July 23, 2004; (2) Registration Statement (Form] [Consent of DaHui Lawyers [Letterhead of DaHui Lawyers] March 13, 2015 eLong, Inc. Block B, Xingke Plaza Building 10 Middle Jiuxianqiao Road Chaoyang District, Beijing 100015 People’s Republic of China Dear Sirs: Yours faithfully,]